Starless
by Senashenta
Summary: Sent on a scouting mission to the world Outside the Hive, the Changeling called Calamity gets hopelessly lost. When she encounters a young, injured unicorn in the forest, the entire course of both their lives is altered irrevocably.
1. Chapter 1

**Disclaimer: **_My Little Pony: Friendship Is Magic_ belongs to Hasbro and was created by Lauren Faust. Some concepts regarding the Changelings and the Hive are from Silver Wing. I own nothing besides a smattering of original characters. 3

**OCs:** Calamity, Raven Wing, Granite, etc.

**Notes:** My second FIM fiction project. This one is probably going to be 99% OCs, whereas _Fallout_ is pretty much all canon characters. Since watching the S2 finale, I've found myself intrigued by the Changelings. There isn't much fic about them yet (that I can find), so I'm tossing this one out there.

For _Starless _I've borrowed some ideas about the Changelings and the Hive from Silver Wing (with permission, of course), who is writing a Changeling-centric fic titled "To Find Love", which I highly recommend. You can find it listed in my favorite stories here on PonyFiction. :)

Please enjoy, and as always I love reviews and constructive criticism!

**- STARLESS -**

**Chapter One**

**By Senashenta**

_"Being loved by someone deeply gives you strength,_

_while loving someone deeply gives you courage."_

_-Lao Tzu_

Her name was Calamity and she was a Changeling.

As such she was black, her hide sleek and shiny but also degraded- full of holes and pits, making her look almost frail, as if she might break at the slightest touch. That fragility was nothing but an illusion, as her kind had proven time and again throughout history. Changelings were nothing if not strong, defending themselves with hooves and sharp, curved horns; tough insectile wings and the cutting teeth of a predator.

Like all Changeling drones, Calamity's mane and tail were not made of hair, but rather barbed fins and membraned spikes. Her eyes were very large, wide set and a deep, bright cerulean blue. A thin carapace covered her back and hips- mostly unneeded and entirely nonfunctional, a remnant from eons before, when Changelings had been weaker and lower on the food chain.

And, as with the rest of her kind, unlike the other pony races of Equestria, she had no Cutie Mark; her haunches were, and would always remain, blank.

The concept of a Cutie Mark and finding your own "special talent" was a foreign one to Calamity. Within the Changeling society, individuality was not highly prized. The efficiency of the Hive relied on each Changeling that was hatched doing their assigned job and nothing else: scavenger, soldier, worker, scout, nurse. Any who couldn't, for some reason, be categorized, found themselves shuffled around the Hive from odd-job to odd-job. Those were the lowest class of Changelings, ruled over by all others.

Above all the rest, of course, was the ruling Queen Chrysalis, and, alongside her, the Nymphs. While every Changeling goes through a short nymph stage of growth, between _pupa_ and _adult_, the _title_ of Nymph was given to the Queen's few, rare sterile daughters. The Nymphs were what ensured the survival of their race, against any and all future odds. Once their growth and training was complete, they would leave the Hive and set out to establish colonies of their own- and if the Queen was somehow lost before then, it would be one of the Nymphs who would step up to take her place both in name and position.

Calamity, for her part, was just beyond the nymph stage of life. Young, untested, but good with direction, orienteering and reading the stars. She was only barely an adult, but had already been placed in the job of a scout. The colony was always in need of more of them, and her mental maps of the countryside made her perfect for the position.

Unlike scavengers, who went out in groups, scouts rarely worked together unless there was a clear, foreseen danger to going it alone. With their transformative powers, it was much easier to blend in with the ponies outside the Hive in ones (or occasionally twos) than if they had been scouting in a team. One unfamiliar pony could easily just be passing through or visiting someone nearby. They could come and go and raise little suspicion.

Now, Calamity was preparing for her first mission. Not packing, since she would take nothing with her, but the kind of mental preparation that all Changelings went through on their first real foray outside of the Hive.

She had been Outside before. The Outside was wide, open, and without the ever-present, comforting drone of the others of her kind. Beyond the Hive walls, her connection with the other Changelings- with the _Queen_- was immensely weakened. She could only feel the barest of vibrations from the others, just a faint buzzing between her eyes every now and then, and the silence always made her feel very much alone.

Very few Changelings enjoyed their time Outside. Being hatched and raised in the Hive, always surrounded by multitudes of other Changelings, always with the collective hum at the forefront of their consciousness, made most very insecure, very nervous outside of the colony. To be a Changeling was to never be alone, never be entirely singular, never be apart from the rest. It was to be part of something greater than simply _yourself_.

Calamity would, of course, grow more accustomed to the silence and stillness; the more missions she went on, the more time she spent Outside, the easier it would become- or so she was told, assured by her teachers and the elders.

Despite this, she was nervous. Her stomach rolled and fluttered as if she had swallowed a moth, delicate wings beating and tickling inside her.

"You're hyperventilating."

The voice was familiar but came out of nowhere. Calamity nearly jumped out of her skin, startling and jerking her head around. Her eyes met with another similar pair. Then she snorted, shifting in her nest; she _had_ been trying to rest, though it was true that she was less _resting_ and more _attempting not to have a panic attack_. Still.

"I am _not_, Raven." Frowning, she readjusted herself, then let her chin come to rest against her foreleg and made a face at the other Changeling, who was standing in the corridor directly in front of her nest. Raven Wing rolled her eyes before pushing forward, shoving Calamity over and settling down beside her. The two of them were more than the single nest was built to hold, but they had been hatched in the same cycle and grown up together; being cuddled up as they were was familiar, comforting.

"Okay, maybe not hyperventilating. Yet. But you're obviously freaking out." Raven shrugged, just a ripple of black hide. "Your first mission, right?"

Calamity made a quiet agreeing noise and closed her eyes. "Yeah. The forest north of Canterlot. I'm leaving in the morning." Then she cracked one eye open again and added pointedly, "so, you know, I kind of need my _sleep_."

Raven ignored her. Calamity wasn't surprised by this.

"Don't do anything stupid while you're out." The other Changeling finally said. She wasn't looking at Calamity, but there was a great deal of force and feeling behind her words despite the lack of eye contact. "If you don't come back then I've got no one to help me deal with Granite when he's being an idiot."

Calamity actually laughed at that, just a soft chuckle in the otherwise quiet sleeping chambers. "Granite's _always_ an idiot."

"Exactly my point."

Another long silence then. Despite the joking between them, Calamity could feel anxiety rolling off her friend in waves; it was thick, bitter and tasted faintly of spoiled oranges. Raven was a newly-selected nurse, charged with raising Changeling larva and teaching them the ways of the Hive. For her, even the idea of ever leaving the colony was frightening; she had never left before and would likely never do so in the future, either. And here was her best friend, readying herself to venture into the Outside and the countless dangers it possessed.

Shuffling a little, Calamity leaned sideways against Raven in an attempt to be comforting.

"I'll be fine. It's only a couple days. I'll be back before you even know I'm gone."

"Yeah, well. I'm holding you to that, Callie."

"Of course."

Calamity closed her eyes again while Raven made a point of settling in even more. She obviously didn't intend on going anywhere any time soon. But that was fine.

It just meant that the other Changeling would be there to see her off come morning.

The next day came sooner than either of them would have liked. Neither Calamity nor Raven had been able to get much sleep, even in the silence and darkness that remained when their conversation ended. And when the sun began to rise outside the walls of the Hive, they were both awakened from light, restless sleep by the familiar, insistent buzzing between their eyes that signaled that the rest of the colony was rising to start their daily routines.

Breakfast was a bowl of off-grey gunk, a mix of congealed greed and sadness that tasted like soap, ash and, for some reason, sour honey. No one enjoyed these kinds of meals, but most were used to them. Everyone simply gulped the slimy mess down as fast as they could to avoid tasting it more than they absolutely had to.

Calamity remembered once, many cycles ago, when they had been served a dinner of love and joy. It was a pudding- thick and smooth and delicious- rather than the curdled, off-putting texture of the negative emotions. Love tasted like chocolate and cinnamon; joy tasted sweet and crisp as ripe apples and autumn air.

Unfortunately, they didn't have meals like that very often; only once that she could recall in all the seasons since she had been hatched. Those kinds of emotions were less plentiful and more difficult to find and harvest than the other, less palatable ones. So most of the time they subsisted on the negative, bitter and rotten-tasting emotions—the ones that, beyond the safety of the Hive, tore ponies apart from the inside.

Now Calamity picked at her breakfast, pushing it around and playing with it absently. She could barely eat anything, her stomach was so twisted up into anxious knots.

If Raven or the others sharing that particular table with her noticed, they chose not to comment. After all, it wasn't the first time a Changeling had been a basket of nerves before going into the Outside world. It was common enough, particularly among the young ones.

First missions had a frighteningly high mortality rate. Be it the inherent dangers of the Outside or simple inexperience, about one of every couple dozen Changelings simply vanished on their first real foray into Equestria.

That number was particularly high among scavengers. Calamity thought herself lucky to be a scout—_their_ mortality and disappearance rates were much, much lower. But they were there nonetheless—occasionally even a scout went missing, never to return to the Colony.

A low buzzing in the back of her mind told her when the designated meal time was over. All around her other Changelings were bolting down the last of their breakfast or standing to return their bowls and spoons to the proper receptacles. Calamity had barely eaten anything, but was more than glad to finally be rid of her own personal bowl of slop.

Everything was orderly as they all filed out of the mess hall, perfectly in sync as always—and Calamity was sure she was going to miss that aspect of life once she was immersed in the chaos of Equestria proper.

"Hey."

When Raven's shoulder bumped into hers, Calamity startled slightly. Her thoughts and attention, which had of course been elsewhere, jerked back to the present. Blinking, she gave Raven a questioning look.

Raven smiled in return. "I've got to go. Larva babysitting." Then; "good luck out there. I'll be waiting. When you get back you've got to tell me _everything_ about what's out there, okay?"

After a short pause Calamity smiled a little as well. "Mn." A soft agreeing noise. "I'll see you in a couple days."

"And you'd _better _come back." Raven added, nodding decisively. "Or I'll have to come after you and drag your sorry rump home. By the _tail_, if I have to. I'm sure Granite would help with that, too. So don't even _think _about getting yourself lost, you dummy."

Despite her subdued mood, Calamity had to laugh at that. "Yeah, okay okay. I promise I'll come back."

"Good."

Another smile, then Raven moved away, heading toward the corridor that would lead her down to the nursery. Calamity watched until her friend disappeared out into the hallway, then moved off in the direction of the Hive's entrance.

While the Colony had several smaller tunnels leading to and from the Outside, it also had one larger tunnel to Equestria that was used as the main entrance and exit. The small tunnels, while used regularly by some, were actually supposed to be emergency exits, in case of a large-scale attack on the Hive. They exited into the forests nearby, where Changelings could easily shapeshift into various creatures to avoid enemy detection.

For her purpose, Calamity was heading for the main entrance, a wide swath of a mouth at the front mound of the Hive. It was always busy there, with scouts and scavengers coming and going at all hours of the day and night as their shifts started and ended.

Her steps echoed along the hall as she walked, slowing to a hesitant pace when she reached the check-in point by the exit. For safety, each Changeling was counted as they left and then again when they returned—that way, if something happened to them, the rest of the Hive would know as soon as possible.

"Name?"

"Huh?" She hadn't even noticed the guard until he was looking down at her, clipboard in hand. She shifted nervously. "Oh. Um, it's Calamity. I'm going out for—"

"Scouting mission. Two days." He interrupted crisply, ticking off something on the papers in front of him. "Check in when you get back. Watch your back while you're out there. The Outside is full of dangers."

"I—um, yes, I will!" She shuffled a little while he looked at her critically, uncomfortable under his scrutiny, then hurried on past him when he finally gave a curt nod. "Th—thank you!"

He didn't respond, simply going back to his duties without a second thought.

But while he didn't hesitate to continue with his job, Calamity did—she stopped short at the lip of the entrance, swallowing hard. Finally she forced a deep breath, then spread her wings, gave two quick, short buzzes to test them, then pinned a look of what she hoped was determination on her face.

_Here goes nothing._

And she jumped forward into the unknown.


	2. Chapter 2

**Disclaimer:** _My Little Pony: Friendship Is Magic_ belongs to Hasbro and was created by Lauren Faust. Some ideas about Changelings and the Hive are borrowed from Silver Wing. This story and OCs belong to their author. 3

**OCs:** Calamity, Raven Wing, Granite, etc.

**Notes:** Chapter 2, which turned out a little shorter than I had intended. Hm.

Callie aside, there are about four other characters who will be playing a pivotal role in _Starless_. (This does not include Raven, though she will show up again later on in the fic.) Right now _Starless _is tentatively planned to be about 8 to 10 chapters long. It may end up a little shorter or longer, though, depending on how things go as I'm writing.

Since I'm so new to FIM fic, I would of course, as always, love comments and constructive criticism. And thanks to those who commented on the previous chapter! Hopefully this one will be up to the standards of the last. 3

**STARLESS  
Chapter Two  
By Senashenta**

Once she was in the air, Calamity found her nervousness vanished, dissipating in the sunlight and blown away by the wind.

One thing that she always found, even though her previous trips to the Outside had been brief, testing, was that the sun was incredible—bright and happy, it warmed her from her horn to her hooves, all the way through to her bones.

In the Hive, there was no natural light. Everything was illuminated by phosphorescent rocks and algae, as well as a special, luminous kind of cement-slime secreted by the Workers when they were building. That kind of light glowed cold and green, distinctly lacking the welcoming appeal of the sunlight outside.

On her first short foray into the Outside, when she was much younger, the sun had hurt her eyes.

When it came to the sense of sight, Changelings' eyes, huge and bright cerulean blue, were specially adapted for the relatively low light levels of the Hive. Their sight was exceptional—their eyes very sensitive to light, color, contrast and movement.

At the time Calamity had never been exposed to real sunlight before, and when she took her first tentative steps Outside it _burned_, stinging her eyes and forcing them tightly closed against the pain—the same response as to a freshly-cut onion.

It took a few moments for her to get used to the sensation, and then a few more before the burning began to fade. She had squinted out into the day, amazed and shocked and frightened, a Changeling nymph so out of her depth that she didn't know what to do beyond standing there, perfectly still, her breath short and panic at the sheer enormity of the countryside around her rising in her chest.

That had been a short trip to the Outside. Barely a handful of minutes later she was being ushered back into the Hive by one of the nurses. She had felt numb and small—like a speck of dust or an ant—because there was _so much_ _more_ to the world than she had ever imagined before.

But despite her shock, the one thing Calamity had always remembered was the warmth. It wasn't the same kind that existed in the Colony. Inside was muggy and damp, a heavy, wet kind of heat. In the Outside it was dry—simply pleasant, light warmth that caressed her hide and blew through the spikes of her mane.

Now, so many moons later, she inhaled that same, warm breeze, pulling it deep into her lungs and sighing it back out. It tasted like summer—and that thought pulled a small, unexpected smile to her face.

That same smile faded slowly, though, the farther away she got from the Hive. When she was distant enough that the droning in the back of her mind was almost gone—then the nervousness returned, settling itself into her chest and making her heart beat the slightest bit faster.

This was farther away from the Hive than she had ever been before, and the safety and security of the Colony was no longer within her grasp. If something happened to her here, Outside, she would be on her own. No one was there to save her—they could only collect what was left of her later, if it came down to that.

But along with the fear came pride in herself and her abilities, and excitement about the world at large.

With the landscape whizzing by beneath her, Calamity soon found herself close to Canterlot. Her destination was the forest to the north of the city, so coming up on the capital was good in that sense—but it also meant that she was closer to the ponies that lived there or had settled in the land around it.

The other pony races of Equestria were dangerous—everyone knew that. It was one of the first things newly-hatched Changelings were taught: the Hive, the Colony, they meant safety and security. Outside was filled with unicorns, pegasi, earth ponies—and of course the reigning alicorns—as well as a handful of the other, less common species, like the zebras or sea ponies.

They were all uncivilized. Unpredictable. Selfish. They only ever thought about themselves, doing everything to make their own lives easier and more comfortable, instead of always thinking of the group as a whole. It was better to live in the Hive. The Colony was much more civil and reasonable than those on the Outside.

With those thoughts in mind as she reached the land bordering Canterlot, Calamity adjusted her flight, wings buzzing faster, lifting higher until she was (she hoped) mostly obscured by the clouds above. Using the clouds as cover wasn't perfect, but it would help.

A short distance later, Canterlot itself passed beneath her. Curious despite herself, Calamity peered downward, watching the city as she flew overhead. Before long it was gone again, fading into the forest that was her ultimate destination.

Dropping to the ground too close to the capital wouldn't be any safer than landing in the town proper. So she flew onward, to the depths of the woods before descending through the canopy of trees and vines to land lightly on the grass below.

The Everfree Forest was huge, covering a vast amount of Equestria. The Hive itself was located in the heart of one of the wings of the Everfree; deep in the woods, beyond where any ponies outside of the Changelings were willing to venture and nearly inaccessible by hoof alone.

This particular offshoot of the forest was just as deep and dark as the one surrounding the Colony. Calamity found it comforting, her eyes readjusting to the darkness quickly and with ease. She folded her wings against her back, settling them there even as her hooves sank into the thick layer of foliage beneath them. A deep breath in gave her the scent of moss and bark, dirt and fresh, green leaves.

Her duty in the Everfree was to scout this particular part of the Everfree. The Nymphs were all getting close to the end of their training and would need places to go when they set out to start their own Hives. Traditionally they went farther away than Calamity was now—but Queen Chrysalis was looking to expand their reach to this part of Equestria, so she was planning to send at least one of her daughters to the forest north of Canterlot.

Calamity's job was to scout the area and find the most ideal place to set up the beginning of a new Hive.

To be honest, she wasn't entirely sure where to begin. Was she supposed to just… look around? How detailed did her inspection need to be? She assumed she was supposed to catalogue potential dangers and problems, and make note of anything that might be of use or helpful.

_I probably should have asked for more specific instructions._

Sighing, Calamity lowered her head a little, ears flattening in silent annoyance at her own thoughtlessness.

But she couldn't take too much time to kick herself in the rump over it. She had a job to do, after all. So after a moment she shook herself out of it, lifted her head again and looked around herself, taking stock of her immediate surroundings.

Thick vegetation was on all sides; trees, vines and bushes. The ground was thick with leaves and moss, moist and muddy. Overhead the branches and foliage obscured most of the sunlight, blocking out that nice, bright warmth she found so appealing.

From what she could see so far, it was probably the ideal location for a new Hive, at least as far as the geography and topography were concerned. So her next observations needed to be in regards to what, other than plants, might be living in the area.

A young Hive could be destroyed and snuffed out easily during the first few years, when it was small and its' Queen inexperienced. If anything potentially dangerous was lurking nearby they would need to know about it ahead of time—so that they could either choose another location or face the problem-head on before even putting down their roots. A small army of Changelings could probably take on most things the forest could throw at them—but it was better to be safe than sorry.

Calamity looked around herself once more and then began walking, picking her steps carefully as she made her way through the undergrowth.

It was slow going. The ground was soggy and slippery, and the sucking mud bogged her down in places. An hour into her exploration, she was filthy from the belly down, coated in muck, bits of greenery, dead leaves, tiny sticks and the occasional bug, and—

—_what was that noise?_

She was knee-deep in yet another mud wallow, struggling to pull one of her back legs free when a cracking sound made her pause. Lifting her head, she cocked one ear. The snap had sounded like a twig snapping… had it been something she had done, while trying to free her hoof from the mud hole? She didn't _think_ so, but…

Another crack, louder this time and clearly coming from behind her.

Calamity froze, her heart jumping slightly. If it was some kind of creature, she could be in danger—but if it was a pony, she would be in even _more_ trouble. The other pony races despised Changelings. She would be hauled off and thrown into a prison cell—or worse, just killed on the spot!

Another crack.

Then another.

Another.

Calamity panicked, yanked her leg free from the mud, and ran.


	3. Chapter 3

**Disclaimer:** _My Little Pony: Friendship Is Magic_ belongs to Hasbro and was created by Lauren Faust. Some ideas about Changelings and the Hive are borrowed from Silver Wing. This story and OCs belong to their author.

**OCs:** Calamity, Raven Wing, Granite, Indigo Sky, North Star, Tiger Lily, Poppy Rows, etc.

**Notes:** On to chapter three. Hopefully this one won't be as short as the last one. Chapter two just kind of… ended on me. After the last line I couldn't come up with a way to continue without it sounding forced and awkward. Oh well. It happens sometimes, I guess. Haha.

**STARLESS  
Chapter Three  
By Senashenta**

Calamity's legs took her through the forest so fast it almost seemed as if she was the one standing still and the Everfree was moving instead. She quickly left whatever had been approaching her far behind, but the adrenaline in her system urged her onward, fast and half hazard, deeper into the thick of the woods, slipping and tripping all the while.

Once, she caught a leg on a tree root and fell, tumbling a few feet. When she clambered to her feet to continue on, one hoof was chipped and her wings were a tangled mess of muck and cracked, torn membranes. She ignored the pain and kept going.

By the time her muscles began to burn and she was forced to slow, then finally stop for good, she was hopelessly turned around, lost in the depths of the forest she was supposed to be investigating. She panted heavily, gasping for breath as the weight of her situation began to settle over her shoulders.

Quickly, she turned her gaze to the sky, to the heavens that she could read like an open book, to the stars that would surely be out soon if they weren't already, just waiting to lead her home—but there was nothing. The treetop canopy blocked out everything above her, hiding the sky from her eyes and making it impossible for her to fly anywhere at the same time. She couldn't force her way through trees that thick even if her wings hadn't already been damaged by her earlier fall.

She wasn't _just_ lost, she was also _trapped_ on the ground.

Calamity had to take a moment to quash a second wave of panic that tried to overtake her. She was taking deep, somewhat shaky breaths, eyes closed and focusing on not hyperventilating, when she heard the voice for the first time.

"Wh—who's there…?"

The stuttered, two-word question came out of nowhere, making her start and practically jump out of her skin. Whirling, Calamity looked around, trying not to look as frightened as she actually was even as she was edging backward until her rump bumped into the bark of a nearby tree trunk.

She wanted to demand who was speaking to her, but when she opened her mouth, only a squeak came out. She swallowed thickly and tried again: "I—I'm—" But she had to stop there. How would she finish that sentence? _I'm a Changeling? _ That wasn't a very good thing to be admitting to a disembodied voice that could have been coming from _anyone_ or _anything_.

"Whoever… whoever you are… can you… help me?"

There was pain in the voice, the words coming out strained and weak-sounding. Calamity swallowed again, then took a tentative step away from the tree she was still huddled against, peering around as she tried to identify the direction the voice was coming from.

"I fell…"

The left. It was coming from the left.

"I'm stuck. I've been… I've been here for days… I think…"

Another few, tentative steps away from her tree. Calamity squinted absently as her eyes searched—then she paused. There, in the gloom beneath that copse of trees, at the foot of a sharp cliff-face, disguised and hidden by brambles and branches, half-buried in dirt. A small pony, possibly dark blue in color but smeared and coated in disguising mud, half-crushed under a pile of rubble, body twisted, broken, possibly beyond repair.

"H—hello?" The pony asked weakly, and tried to turn her head enough to look back toward Calamity, but her position made that impossible. After a moment she gave up, returning her head to the ground weakly and closing her eyes, seeming to resign herself for the moment.

Calamity's eyes flitted over the scene, taking in the pony before skimming upward to the cliff. There had clearly been a slide of some sort. The edge of the cliff, some thirty feet above, was sharp and raw. It had broken and tumbled off very recently, and judging by the other pony's predicament she had been standing there at the time it had happened. Swept off the cliff, she had tumbled down the hill along with the loose parts of the face, landing below only to be buried in the rock that was falling behind her.

"C…" Calamity paused, hesitating again before continuing, "can you move?"

The young mare's head lifted again as she tried once more to look back toward Calamity—and, as before, failed. Now the Changeling could see the horn perched high on her forehead. A unicorn. Her head returned to the ground, the same as before.

"…a little, but…" She sounded weak, sick. Calamity wondered just how long she had been there, trapped without food or water, warmth or medicine. "I'm hurt… and… thirsty, hungry…" Her voice was rough and strained. She tried to take a deep breath, but it was cut short by the crushing weight of the rock on top of her.

After a long pause, Calamity moved closer. This mare was clearly no threat to her. She could barely even lift her head, never mind doing anything to harm the other. Still, her steps were slow as she approached, then stopped only a few feet away.

This time when the unicorn attempted to look back, Calamity was close enough for her to see her.

"You're a—!"

Calamity almost flinched, but managed to keep it hidden. Instead she nodded, even as she was moving around the other pony to stand in front of her, still giving the mare a relatively wide berth. The distance was for physical safety, yes, but on top of that the unicorn was broadcasting fear, distress and despair so intensely that it was hitting Calamity in waves, forcing her to keep her distance. It tasted rotten and bitter, rancid. The way it pulsed against her mind was disgusting.

"I…" Standing in front of the other pony, she shifted uncomfortably, then, rather than confirm the previous exclamation, simply offered: "I'm lost, too." And then, "how long have you been here?"

There was a long silence from the mare in front of her. The distrust she was now feeling was expected—Calamity would have been surprised if it _hadn't_ been there. But her quiet admission to also having lost her way seemed to make some of the fear seep away from the other pony, at least, and finally she responded, "two days… I think? It's hard to tell… it's always dark here…"

Two days? Two days trapped under all that rubble, without food, without _water? _

"I… I don't know if I can get you out."

"You… you'd try to… to _help me?_"

Even Calamity surprised herself with that sentence, so the shock in the other pony's voice wasn't a shock. Why would she even _think _about tryingto help this pony? A _unicorn_; an _Outsider_; someone _not of the Hive_. Surely she should simply turn tail and walk away, leave the mare where she was, to be…

To be what?

Tracked down and torn apart by timber wolves? To die cold, lost and alone?

She had done no harm. She hadn't wronged Calamity in any way. She was an Outsider, yes, but she was also an innocent, and she would be of no danger to anyone any time soon.

"I…" Calamity shifted, uncomfortable. "I _would_, but—the rock would be too heavy, and… I can't go for help. If anyone sees me, I—I'll be.,,"

"You could explain—"

"They wouldn't listen—"

"—say you were helping me—"

"I'm a _Changeling_, they'd just—"

"Please, I—"

In the end, Calamity won the argument, but only because the other pony was too weak to continue it for very long. Finally she simply sighed, resigned, and closed her eyes again.

Calamity took that opportunity to leave long enough to fetch some water from a nearby puddle, using her own magic to float a small globe of it back to where the injured unicorn lay. She let the mare drink, and then shifted awkwardly before folding her legs beneath herself and settling down on the ground.

"I'm… my name. It's Indigo Sky." Her eyes stayed closed as she spoke. "Thanks. For the water."

Caught off-guard, Calamity blinked a few times before shuffling a bit. "Um… you're welcome." And then; "I'm Calamity."

"Heh." Indigo gave a short laugh. "That's… a good Changeling name. 'Think I'll… call you Callie, though."

"Callie? My best friend calls me that."

"Changelings… they have best friends?"

Indigo sounded genuinely surprised by the idea, which really just made Calamity wonder about what kind of things they were teaching the Outside ponies about her race. Frowning a bit despite herself, she snorted and gave in to the urge to roll her eyes.

"Of _course_ we have friends. Don't you?"

"Mine… they call me 'Indy'." Lifting her head slightly, Indigo adjusted herself the best she could before returning it to the ground, her tangled mane dragging along with the movement. Her eyes were still closed, but pain was clearly evident on her face. For a moment her nostrils flared before she pushed her expression back to _neutral_. "Or… I guess… they _did_." Her voice lowered, the tone turning subdued in an instant, "I'm not… I mean… I don't think… I'll see them again. Not—not after the fall—and everything…"

"They're probably looking for you." Calamity pointed out.

"Yeah…" Indigo agreed—then gave a pained smile. "But not this far out. I—I should've… just stayed where I was… when I got lost. That's—that's the rule, right…? Don't move… stay where you are… and wait for—someone to find you?"

"Why were you even out here?"

"I sleepwalk."

That was the last response Calamity could have expected, and her brows rose slightly in surprise. She knew what sleepwalking was, of course, but it was almost unheard of in the Hive—not to mention that anyone who sleepwalked had a maze of tunnels to get through before they reached anywhere even _close _to the exits. A Changeling wandering the corridors during the designated sleeping time would be found by the Guards very quickly and returned to their nest without incident.

In the Outside world, however, it was apparently very possible to simply walk off into the middle of nowhere while you were still not-so-blissfully unconscious. Calamity silently added that to her running mental inventory of various dangers that the rest of Equestria presented.

…_strange ponies, storms, hydras, windogos… sleepwalking. Jeez._

"What… what are you… thinking about… Callie?"

The use of her nickname made Calamity mildly uncomfortable, but she chose not to say anything. Instead she was quiet for another long moment, listening to the way Indigo's breath rattled in her chest, sounding distinctly _broken_, before she finally responded. "The Outside… it's dangerous. I guess I never really understood just _how_ dangerous until now."

"The… Outside…?"

It was clearly becoming harder and harder for the unicorn to talk. Calamity wondered why she was so insistent on pushing herself to do so, considering the pain it must have caused her. She briefly entertained the idea of insisting on ending the conversation, then decided against it.

"Outside the Hive… where I'm from. The rest of Equestria."

"A Hive… like—like insects?"

"Sort of."

Against her better judgment, they continued talking long into the night.

Indigo was from a suburb just inside the border of Canterlot city. She was an only foal, living with just her parents.

Her father, North Star, worked as a cartographer for the Royal Archives, creating maps of the world. He traveled a lot for his job, but only intermittently. Right now he was home, and wouldn't be leaving again for a couple of weeks. While she was used to him coming and going, Indigo always missed him when he was gone. When she was younger, she had wished fervently that he could find a different job—but cartography was his gift, his special talent, and he was very good at what he did.

Her mother, on the other hand, was called Tiger Lily. She was a wonderful gardener, able to make even the most difficult plants flourish—she owned and ran a popular garden center in the shopping district. Indigo helped out there after school and on weekends sometimes, along with a young earth pony named Poppy Rows.

Poppy was almost as good with flowers as Indigo's mother was—her name and the poppy blossom Cutie Mark on her flank both spoke highly of that. But while Tiger Lily was calm and graceful, serene, Poppy was bouncy, always full of energy, and could be clumsy at times. Poppy was a full hoof-and-a-half of trouble, but she was also Indigo's best friend.

"H… hey… Callie…?"

"Yeah?"

"You can… you can call me… call me _Indy_… if—you want…"

"I—ah. Yeah… okay."

Indigo was smart, determined, got good grades and was decently talented with magic. But she didn't particularly stand out from the rest, and was behind her friends and classmates in one way—she was the only one in her year group who didn't have a Cutie Mark yet. It was something that bothered her more than she let on. She tried to brush it off as unimportant, as _something that will happen when it happens_, but, Calamity learned, earning your Cutie Mark was a very important part of an Outside pony's life. Without hers, Indigo wondered if there was something wrong with her.

Now she also wondered if she would live long enough to earn it at all.

"Will you… stay with me…?"

"What do you mean?"

"Until—until I… until I'm asleep."

"I… sure. I'll stay."

"I'm so… tired."

"Get some rest then… Indy."

There was a colt. He was in Indigo's class at school. He was handsome and popular, maybe a little wild. He was a pegasus, not a unicorn, and that made him kind of _different_ in her eyes, even though the pegasi were common enough around Canterlot. But while he was all of those things, he didn't know Indigo even existed. She wished he did, but was too shy and nervous to do anything about it herself—and had long forbidden Poppy to bounce over and intercede on her behalf.

Poppy didn't have the same sense of boundaries as her other friends. She could trust them not to do anything embarrassing, but not Poppy. The red pony had good intentions, of course, but sometimes she just didn't understand how she could come across, so—

"C-Callie…"

"I thought you were going to sleep…?"

"C… Callie…"

"I—Indy…?"

"I—I…"

"Indy?"

"…"

"Indy?"

No reply. Indigo's breath rattled in her lungs once, twice more—and then stopped. Dark eyes rolled back. Her head slumped down to the ground, settling there, completely lifeless.

"…_Indigo!_"

But Indigo couldn't respond to her high-pitched, desperate shout—or to the way Calamity shook her a moment later, hoping she had simply fallen asleep finally. Her head just flopped back a little when Calamity jerked on her shoulder.

Indigo Sky was dead.


	4. Chapter 4

**Disclaimer:** _My Little Pony: Friendship Is Magic_ belongs to Hasbro and was created by Lauren Faust. Some ideas about Changelings and the Hive are borrowed from Silver Wing. This story and OCs belong to their author.

**OCs:** Calamity, Raven Wing, Granite, Indigo Sky, North Star, Tiger Lily, Poppy Rows, etc.

**Notes: **I haven't been this productive writing-wise in a long, long time. I'm working on some other fics right now as well (for FIM, but also in _Kingdom Hearts_, _Supernatural_ and _Heralds of Valdemar _fandoms), but _Starless_ is turning out to be right in the forefront of my brain right now, apparently.

Also, I know that "changeling(s)" shouldn't be capitalized, as it's not a proper name or title. However, at this point in_ Starless_, Callie puts much more importance on her own race than any of the other pony races, so given the way she thinks, I'm capitalizing it.

**STARLESS  
Chapter Four  
By Senashenta**

Why did she _care_ that Indigo was gone? Why did it _matter_ that she had died? How had this small, fatally injured unicorn mare managed to work her way into her heart so quickly?

Was it because she had been hurt, helpless? Because Calamity had pitied her? Because they had talked, gotten to know each other? Because Indigo hadn't _judged_ her the way she had always assumed the Outsiders would? Or was it simply because the other pony had called her "Callie", used the familiar nickname that only her few real friends used?

Was that it?

Did she consider Indigo a friend, even after only knowing each other for a few short hours?

Calamity didn't know. All she was sure of was that Indigo had just passed away right in front of her and her insides were all twisted up into knots—tears stung in her eyes, but she forced them back. She was a Changeling. Changelings were strong—they were predators. Changelings didn't cry.

But then, Changelings didn't panic, either. They didn't hear a little snapping twig and run off into the middle of nowhere. They didn't get themselves so lost that they had no way of getting out, no way of getting _home again._

She had done those things. She had done _all_ of those things—and more.

A lump rose in her throat, and Calamity swallowed thickly. She still had one hoof resting against Indigo's shoulder, but now she let it lower to the ground again. Her gaze stayed pinned on the other pony, though. She blinked against tears again—but this time she lost the battle and they spilled from her eyes anyway, trailing down to drop from her chin onto ground below.

"Indy…"

Calamity took a deep breath, then sniffed slightly and reached to scrub the tears away, leaving smears of dirt across her face. Then she looked around, surveying.

There—a few feet away. Another pile of rocks from the cliff slide.

She knew there was no way she could dig Indigo from under the pile of rubble where she was currently trapped. She couldn't dig a grave the bury her properly. But maybe she could cover the rest of the unicorn in stones, to save her from wild animals. To put her at rest, as much as possible. Even if they hadn't known each other for very long, had only just started the beginning of a friendship, Calamity felt compelled to do at least that much.

Changelings were a sort of unicorn themselves—or, she supposed, closer to alicorns. They sported both horns and wings, after all. But unlike the alicorns, or even the unicorns, Changelings' magic was mostly limited to their shapeshifting. They did have a bit of magic beyond that, but very little—enough to lift and carry their dinner dishes, or to work a hoof file—that sort of thing.

She thought, though, that if she strained it, if she worked hard enough, she could manage to carry the necessary rocks to give Indigo a proper burial—and she was right.

It was hard, exhausting, and by the time she was finished she was close to collapsing. When the last stone was in place and secure she stood back to survey the results—and while it wasn't perfect by any means, it was good enough considering the situation.

A tiny cross made of sticks was the final touch. The grave would bear no name, but it would have a marker at least.

Calamity was just setting the cross in its place when she once again heard a twig crack and the rustling of bushes in the distance.

This time, though, she forced herself not to panic outright—the instinct was there, though, the emotion welling up inside her, pushing at her thoughts, trying to shove all reason and logic out of the way.

Fear was a base emotion, bitter and strong, instinctive and hard to fight against.

She battled it anyway, because last time she hadn't and look where it had gotten her.

The sounds weren't coming from behind her this time, but from above. After a brief moment of confusion, sapphire eyes lifted to the cliff again, skimming up the sheer face—and just as they reached the top, a voice called out, faint and still some way off, but definitely there, definitely speaking, definitely not her imagination—and definitely calling for Indigo.

"Indy—! _Indigo!_ Are you out there…? Indy!"

Indigo had been so sure, so _certain_ that no one would find her out here. That she was too far lost in the Everfree for any of her family or friends to locate her, rescue her, save her and bring her home.

But Indigo's father was a cartographer, right? So it made sense that he, at least, would be able to navigate the twists and turns of the forest. And now the voices were calling out, hoof beats getting closer every second, and the panic began to edge its way into the edges of Calamity's mind again.

They were nearby—_close_.

And there she was, a _Changeling_, standing next to the body of the pony they were searching for.

Calamity knew what they would think if they found her like this. They would assume that she was responsible for Indigo's death, and when they decided that, her fate would be sealed.

Would they banish her? Execute her? Would they throw her in jail? Hold her hostage? Interrogate her until she revealed the location of the Hive? Any of those were possible—and all of them were horrifying ideas. Yes, she was certain she would never see the colony, her home and friends again.

"—_Indigo!_"

The panic began to overtake her. Calamity looked around desperately as the steps and voices grew ever closer. But there was nowhere for her to go. The bush was too thick, and her wings were still ripped and broken—she couldn't fly away even if she could find a break in the canopy of tree branches and winding vines.

Then the cliff side began to crumble slightly again, reacting to hoof beats and movement, sending tiny rocks, dirt and grit falling down around her head—and Calamity made a final, desperate decision.

Closing her eyes, she took a breath and exhaled slowly. By the time she opened her eyes again a short moment later, her black hide had shifted to dark purple-blue. Her spiked mane and tail had transformed to soft, flowing hair. Bight, luminous, pupil-free blue eyes settled down to "normal" cobalt. Finally, her wings faded into nothingness.

When she was finished, a pony identical to Indigo Sky stood next to the pile of funeral rocks.

Calamity shifted, looking down at herself, then back toward her predictably blank haunches. No Cutie Mark. That could be a problem, if she was stuck around the other ponies for too long. But for now it was fine—and just in time, too.

"Indy! Is that you…?! Guys, I found her! I found Indigo!"

Calamity swallowed thickly. "Y-yeah. I'm here."

Who was that? Was it Indigo's father? One of her friends? The only thing Calamity knew for sure was that it couldn't Indigo's mother or her friend, Poppy Rows. The pony currently standing at the edge of the cliff and looking down at her was a stallion, not a mare.

"Just hang on, we're coming down…!"

The rest happened so fast Calamity barely had time to think: three ponies—two unicorns and one earth—had scrambled down the sharp incline next to the worn cliff face and hurried over to her.

"Indy!" The earth pony all buy flung herself at Calamity, tackling her to the ground in an enthusiastic hug. She wasn't the pony who had called out from the cliff above, but she clearly knew Indigo. "I knew we'd find you! And we did! Here you are and—ah!" She seemed to pause for a moment and moved back to look down at Calamity, blinking. "Are you okay?"

Calamity had been about to reply with something along the lines of _I'll be fine once you get off of me_ when one of the unicorns—the stallion from the cliff top—reached over and pried the earth mare off of her, setting her to the side and out of the way.

"Indigo, are you alright?" And then, "I mean, you're hungry, I bet. But otherwise?"

Otherwise? Her wings hurt. But given that at the moment she supposedly _had_ no wings, she decided to skip that reply. Instead she shook her head, shifting awkwardly and hoping she wasn't giving herself away already.

"Just… dirty." She replied, and smiled faintly. "I'm alright."

"Good,"

The second unicorn was older than the other two ponies and with a compass rose for a Cutie Mark: Calamity assumed this was Indigo's father. A minute later, she was quickly maneuvered toward the hill they had come down only moments before.

"Come on." North Star said, sounding relieved and exhausted at the same time. "Let's go home."

Calamity had no choice, so she went.


End file.
